KEY BISCAYNE, Fla.–(BUSINESS WIRE)–Astrea Acquisition Corp. (NASDAQ:ASAXU), a publicly traded special purpose acquisition company, would like to clarify to the investment community that it is not the same company as Astra Space, Inc. (NASDAQ:ASTR), which had unfortunate press this week.
Astrea Acquisition Corp. wishes to remind shareholders that a special meeting of its shareholders has been called to consider Astrea’s previously announced proposed business combination with HotelPlanner.com, a leading travel technology platform powered by proprietary artificial intelligence, and Reservations.coma leading online travel agency.
The meeting will take place on February 15, 2022 and shareholders of record on January 21, 2022 will be able to vote at the special meeting. Given the ongoing health and safety concerns related to the pandemic, the special meeting will be held virtually at 10:00 a.m. Eastern Time on February 15, 2022 via live webcast at https://www.cstproxy.com/astreaacquisitioncorp/2022. If the proposed transaction and related proposals are approved at the special meeting, the parties will seek to complete the transaction as soon as practicable thereafter, subject to the satisfaction of various closing conditions.
Units, common shares and warrants of Astrea currently trade on the Nasdaq Capital Markets under the symbols “ASAXU”, “ASAX” and “ASAXW”, respectively. Upon closing of the transaction, the combined company will be named “HotelPlanner Inc.” and its common stock and warrants are expected to trade under the symbols “HOTP” and “HOTPW”, respectively.
Your vote for all proposals is critically important, regardless of how many shares you own. If you have questions or need assistance voting, please contact Advantage Proxy, attorney for Astrea Acquisition Corp., by calling 206-870-8565 or emailing [email protected] .
Additional information and where to find it
The transaction referred to in this press release, together with detailed financial and business information regarding HotelPlanner and Reservations.com and other information is contained in the proxy documents filed with the SEC by Astrea, and the definitive proxy documents have been sent to all Astrea shareholders as of January 21, 2022. Before making any voting decision, Astrea shareholders are urged to carefully review the proxy materials and all other relevant materials filed with the SEC in connection with the proposed transaction.
Investors and security holders will be able to obtain free copies of proxy materials and all other relevant documents filed by Astrea through the website operated by the SEC at www.sec.gov. Copies of the proxy documents may also be obtained free of charge from HotelPlanner’s website at http://www.hotelplanner.com/investors and https://www.astreaacquisitioncorp.com/.
Participants in solicitations
Astrea, HotelPlanner, Reservations.com and certain of their respective directors, officers and other officers and employees may, under SEC rules, be considered participants in the solicitation of proxies from Astrea stockholders in in connection with the proposed transaction. You can find more information about the directors and officers of Astrea in Astrea’s proxy statement and its final prospectus dated February 3, 2021 and filed with the SEC on February 4, 2021. Additional Information regarding the participants in the proxy solicitation and a description of their direct and indirect interests have been included in the proxy statement. Shareholders, potential investors and other interested persons should read the proxy statement carefully before making any voting or investment decisions. You can obtain free copies of these documents from the sources listed below.
No offer or solicitation
This press release also does not constitute an offer to sell or the solicitation of an offer to buy any securities, and there will be no sale of securities in any state or jurisdiction in which such offer, solicitation or sale would be illegal prior to registration. or qualification under the securities laws of such jurisdiction.
This press release contains certain forward-looking statements within the meaning of the federal securities laws with respect to the proposed transaction between HotelPlanner, Reservations.com and Astrea, including statements regarding the anticipated benefits of the transaction, the expected timing of the transaction, the future financial condition and performance of HotelPlanner and Reservations.com and the expected financial impacts of the transaction (including future combined revenues, equity value and cash balance), satisfaction of conditions of the closing of the transaction, the level of redemptions by public shareholders of Astrea and the products and markets and the expected future performance and market opportunities of HotelPlanner and Reservations.com.
These forward-looking statements are generally identified by the words “believe”, “project”, “expect”, “anticipate”, “estimate”, “intend”, “strategy”, “future”, “opportunity “, “plan,” “may,” “should,” “will,” “would,” “will,” “will,” “will likely,” and similar expressions. Forward-looking statements are predictions, projections and other statements about future events that are based on current expectations and assumptions and, therefore, are subject to risks and uncertainties. Many factors could cause actual future events to differ materially from the forward-looking statements contained in this press release, including, but not limited to: (i) the risk that the transaction will not close in a timely manner or not at all, which could adversely affect the market price of Astrea’s securities, (ii) the risk that the transaction will not be completed by Astrea’s business combination deadline and the potential impossibility of obtain an extension of the business combination deadline if requested by Astrea, (iii) failure to meet the conditions to the completion of the transaction, including shareholder approval of the merger agreement of Astrea, the satisfaction of the minimum amount of the trust account following any buyout by public shareholders of Astrea and the receipt of certain governmental and regulatory approvals, (iv) the absence of a third-party valuation to determine whether or not to proceed with the proposed transaction, (v) the occurrence of any event, change or other circumstance that may give rise to the termination of the merger agreement, (vi) the effect of the announcement or expectation of the transaction on the business relationships, results of operations and general business of HotelPlanner and Reservations.com, (vii) the risks that the proposed transaction will disrupt ongoing projects and operations of HotelPlanner and/or Reservations.com, (viii) the outcome of any legal proceedings that may be brought against HotelPlanner, Reservations.com or Astrea relating to the merger agreement or the proposed transaction, (ix) the ability to maintain the listing of Astrea’s securities on NASDAQ or another national securities exchange, (x) changes in the competitive and regulated industries in which HotelPlanner and Reservations.com operate, variations in operating performance between the s competitors, changes in laws and regulations affecting the businesses of HotelPlanner and Reservations.com and changes in the combined capital structure, (xi) the ability to implement business plans, forecasts and other expectations after the completion of the proposed transaction, and identifying and realizing additional opportunities, (xii) the risk of a downturn and changing regulatory landscape in the highly competitive online travel booking industry, and (xiii) costs associated with transaction and the failure to realize the anticipated benefits of the transaction or to realize the projected results and underlying assumptions, including with respect to anticipated shareholder redemptions.
The foregoing list of factors is not exhaustive. You should carefully consider the foregoing factors and the other risks and uncertainties described in the “Risk Factors” section of the proxy documents referenced above, and other documents filed by Astrea from time to time with the SEC. These filings identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. Forward-looking statements speak only as of the date they are made. Readers are cautioned not to place undue reliance on any forward-looking statements, and HotelPlanner, Reservations.com and Astrea undertake no obligation and do not intend to update or revise any such forward-looking statements, whether as a result of new information, future events or otherwise, except as required by applicable law. Neither HotelPlanner, Reservations.com or Astrea guarantees that HotelPlanner, Reservations.com or Astrea, or the combined company, will achieve their expectations.
About Hotel Planner
HotelPlanner is a leading travel technology company that combines proprietary artificial intelligence capabilities with a global network of reservations and 24/7 customer service. HotelPlanner travel agents can customize all travelers’ hotel and accommodation needs from a single platform while providing localized advice. HotelPlanner is a leading provider of individual, group and corporate travel reservations, specializing in unique “closed user group” discounted rates offered in unpublished private sale environments. Founded in 2004, HotelPlanner maintains long-lasting partnerships with many of the world’s largest OTAs, renowned hotel chains, individual hotels, online wedding providers, ancillary accommodation providers, corporations, teams and franchises professional and amateur sports, universities and government agencies.
For more information, visit www.hotelplanner.com.
Reservations.com is an award-winning online travel agency on a mission to put the human touch back into travel. Founded in 2014 with the goal of helping consumers create memorable travel experiences, Reservations.com has grown rapidly. Reservations.com’s easy-to-use website offers unparalleled hotel visibility including: descriptions, pricing information and reviews for nearly 500,000 properties worldwide. The company is empowering customers not only to book hotels, but also to create memories.
For more information, please visit www.reservations.com.
About Astrea Acquisition Corp.
Astrea Acquisition Corp. (NASDAQ: ASAXU, ASAX, and ASAXW) is a blank check corporation organized for the purpose of effecting a merger, stock exchange, asset acquisition, or other similar business combination with one or more businesses or entities.